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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1
___________)*
CITIZENS BANKING CORPORATION
COMMON STOCK 10.00 PAR VALUE
174420109
DECEMBER 31, 1999
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[X ]
Rule 13d-1(b)
[ ]
Rule 13d-1(c)
[ ]
Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page. The information required in the remainder
of this cover page shall not be deemed to be "filed" for the
purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section
of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
CUSIP No. .174420109......................................
1.
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
..CITIZENS BANKING CORPORATION
38-2360491
...............................................................
...............................................................
....................................
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
...................................................................
...................................................................
......................
(b)
...................................................................
...................................................................
......................
3.
SEC Use Only
...................................................................
...................................................................
4.
Citizenship or Place of Organization ..328 S SAGINAW ST FLINT MI
48502-1249
.................................................................
............................................
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5.
Sole Voting Power ..1384487
..............................................................
..........................................................
6.
Shared Voting Power .460227
..............................................................
.......................................................
7.
Sole Dispositive Power..1015990
..............................................................
.....................................................
8.
Shared Dispositive Power ..927978
..............................................................
...............................................
9.
Aggregate Amount Beneficially Owned by Each Reporting Person..
3834685
......................................................
........
10.
Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions).................................
11.
Percent of Class Represented by Amount in Row (11) .8.06
%
..........................................................
12.
Type of Reporting Person (See Instructions)
..............................................................
..............................................................
..............................................................
..............................................................
..............................................................
..............................................................
..............................................................
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..............................................................
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INSTRUCTIONS FOR SCHEDULE 13G
Instructions for Cover Page
(l)
Names and I.R.S. Identification Numbers of Reporting Persons-Furnish
the full legal name of each person for whom the report is filed-i.e.,
each person required to sign the schedule itself-including each
member of a group. Do not include the name of a person required to be
identified in the report but who is not a reporting person. Reporting
persons that are entities are also requested to furnish their I.R.S.
identification numbers, although disclosure of such numbers is
voluntary, not mandatory (see "SPECIAL INSTRUCTIONS FOR COMPLYING WITH
SCHEDULE 13G" below).
(2)
If any of the shares beneficially owned by a reporting person are held
as a member of a group and that membership is expressly affirmed,
please check row 2(a). If the reporting person disclaims membership
in a group or describes a relationship with other persons but does not
affirm the existence of a group, please check row 2(b) [unless it is
a joint filing pursuant to Rule 13d1(k)(1) in which case it may not
be necessary to check row 2(b)].
(3)
The third row is for SEC internal use; please leave blank.
(4)
Citizenship or Place of Organization-Furnish citizenship if the
named reporting person is a natural person. Otherwise, furnish
place of organization.
(5)-
(9),
(11)
Aggregate Amount Beneficially Owned By Each Reporting Person,
Etc.-Rows (5) through (9) inclusive, and (11) are to be completed
in accordance with the provisions of Item 4 of Schedule 13G. All
percentages are to be rounded off to the nearest tenth (one place
after decimal point).
(10)
Check if the aggregate amount reported as beneficially owned in
row (9) does not include shares as to which beneficial ownership
is disclaimed pursuant to Rule 13d-4 (17 CFR 240.13d-4] under the
Securities Exchange Act of 1934.
(12)
Type of Reporting Person-Please classify each "reporting person"
according to the following breakdown (see Item 3 of Schedule 13G)
and place the appropriate symbol on the form:
Category
Symbol
Broker Dealer
BD
Bank
BK
Insurance Company
IC
Investment Company
IV
Investment Adviser
IA
Employee Benefit Plan, Pension Fund, or Endowment Fund
EP
Parent Holding Company/Control Person
HC
Savings Association
SA
Church Plan
CP
Corporation
CO
Partnership
PN
Individual
IN
Other
OO
Notes:
Attach as many copies of the second part of the cover page as
are needed, one reporting person per page. Filing persons may,
in order to avoid unnecessary duplication, answer items on the
schedules (Schedule 13D, 13G or 14D1) by appropriate cross
references to an item or items on the cover page(s). This
approach may only be used where the cover page item or items
provide all the disclosure required by the schedule item. Moreover,
such a use of a cover page item will result in the item becoming a
part of the schedule and accordingly being considered as "filed" for
purposes of Section 18 of the Securities Exchange Act or otherwise
subject to the liabilities of that section of the Act. Reporting
persons may comply with their cover page filing requirements by
filing either completed copies of the blank forms available from
the Commission, printed or typed facsimiles, or computer printed
facsimiles, provided the documents filed have identical formats
to the forms prescribed in the Commission's regulations and meet
existing Securities Exchange Act rules as to such matters as clarity
and size (Securities Exchange Act Rule 12b-12).
SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G
Under Sections 13(d), 13(g), and 23 of the Securities Exchange Act
of 1934 and the rules and regulations thereunder, the Commission is
authorized to solicit the information required to be supplied by
this schedule by certain security holders of certain issuers.
Disclosure of the information specified in this schedule is mandatory,
except for I.R.S. identification numbers, disclosure of which is
voluntary. The information will be used for the primary purpose of
determining and disclosing the holdings of certain beneficial owners
of certain equity securities. This statement will be made a matter of
public record. Therefore, any information given will be available for
inspection by any member of the public. Because of the public nature of
the information, the Commission can use it for a variety of purposes,
including referral to other governmental authorities or securities
self-regulatory organizations for investigatory purposes or in
connection with litigation involving the Federal securities laws or
other civil, criminal or regulatory statutes or provisions. I.R.S.
identification numbers, if furnished, will assist the Commission in
identifying security holders and, therefore, in promptly processing
statements of beneficial ownership of securities. Failure to disclose
the information requested by this schedule, except for I.R.S.
identification numbers, may result in civil or criminal action against
the persons involved for violation of the Federal securities laws and
rules promulgated thereunder.
GENERAL INSTRUCTIONS
A.
Statements filed pursuant to Rule 13d-1(b) containing the information
required by this schedule shall be filed not later than February 14
following the calendar year covered by the statement or within the
time specified in Rules 13d-1(b)(2) and 13d2(c). Statements filed
pursuant to Rule 13d-1(c) shall be filed within the time specified
in Rules 13d-1(c), 13d-2(b) and 13d-2(d). Statements filed pursuant
to Rule 13d-1(d) shall be filed not later than February 14 following
the calendar year covered by the statement pursuant to Rules
13d-1(d) and 13d-2(b).
B.
Information contained in a form which is required to be filed by
rules under section 13(f) (15 U.S.C. 78m(f)) for the same calendar
year as that covered by a statement on this schedule may be
incorporated by reference in response to any of the items of this
schedule. If such information is incorporated by reference in this
schedule, copies of the relevant pages of such form shall be filed
as an exhibit to this schedule.
C.
The item numbers and captions of the items shall be included but the
text of the items is to be omitted. The answers to the items shall be
so prepared as to indicate clearly the coverage of the items without
referring to the text of the items. Answer every item. If an item is
inapplicable or the answer is in the negative, so state.
Item 1.
(a)
Name of Issuer
CITIZENS BANKING CORPORATION
(b)
Address of Issuer's Principal Executive Offices
328 S SAGINAW ST FLINT MI 48502-1249
Item 2.
(a)
Name of Person Filing
CITIZENS BANKING CORPORATION
(b)
Address of Principal Business Office or, if none, Residence
328 S SAGINAW ST FLINT MI 48502-1249
(c)
Citizenship
BANK HOLDING CO ORGANIZED IN 1982
(d)
Title of Class of Securities
COMMON STOCK $10.00 PAR VALUE
(e)
CUSIP Number
174420109
Item 3.
If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b)
or (c), check whether the person filing is a:
(a)
[ ]
Broker or dealer registered under section 15 of the Act (15 U.S.C.78o).
(b)
[ X ]
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)
[ ]
Insurance company as defined in section 3(a)(19) of the Act
(15 U.S.C. 78c).
(d)
[ ]
Investment company registered under section 8 of the Investment
Company Act of 1940 (15 U.S.C 80a-8).
(e)
[ ]
An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f)
[ ]
An employee benefit plan or endowment fund in accordance with
240.13d-1(b)(1)(ii)(F);
(g)
[ ]
A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G);
(h)
[ ]
A savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i)
[ ]
A church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the Investment Company Act of 1940
(15 U.S.C. 80a-3);
(j)
[ ]
Group, in accordance with 240.13d-1(b)(1)(ii)(J).
Item 4.
Ownership.
Provide the following information regarding the aggregate number
and percentage of the class of securities of the issuer identified
in Item 1.
(a)
Amount beneficially owned: 3834685
________________________.
(b)
Percent of class: 8.06
%
____________________________.
(c)
Number of shares as to which the person has:
(i)
Sole power to vote or to direct the vote
1384487
___________.
(ii)
Shared power to vote or to direct the vote
460227
_________________.
(iii)
Sole power to dispose or to direct the disposition of
1015990
_________________.
(iv)
Shared power to dispose or to direct the disposition of 927978
_______________.
Instruction. For computations regarding securities which represent
a right to acquire an underlying security see 240.13d3(d)(1).
Item 5.
Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ ].
Instruction: Dissolution of a group requires a response to this item.
Item 6.
Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the
power to direct the receipt of dividends from, or the proceeds
from the sale of, such securities, a statement to that effect
should be included in response to this item and, if such interest
relates to more than five percent of the class, such person
should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the
beneficiaries of employee benefit plan, pension fund or endowment
fund is not required.
The securities covered by this schedule are held in fiducuary
capacity by the reporting person. Accordingly, as to most or
all of the securities, other persons hold the right to receive
or direct the receipt of dividends from, or the proceeds from
the sale of, such securities. No such interest relates to
more than 5 percent of the class.
Item 7.
Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
If a parent holding company has filed this schedule, pursuant to
Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an
exhibit stating the identity and the Item 3 classification of the
relevant subsidiary. If a parent holding company has filed this
schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an
exhibit stating the identification of the relevant subsidiary.
NOT APPLICABLE
Item 8.
Identification and Classification of Members of the Group
If a group has filed this schedule pursuant to 240.13d-1(b)(1)(ii)(J),
so indicate under Item 3(j) and attach an exhibit stating the identity
and Item 3 classification of each member of the group. If a group has
filed this schedule pursuant to 240.13d-1(c) or 240.13d-1(d),
attach an exhibit stating the identity of each member of the group.
NOT APPLICABLE
Item 9.
Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit
stating the date of the dissolution and that all further filings
with respect to transactions in the security reported on will be
filed, if required, by members of the group, in their individual
capacity. See Item 5.
NOT APPLICABLE
Item 10.
Certification
(a)
The following certification shall be included if the statement
is filed pursuant to 240.13d-1(b):
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are
held in the ordinary course of business and were not acquired
and are not held for the purpose of or with the effect of changing
or influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
(b)
The following certification shall be included if the statement
is filed pursuant to 240.13d-1(c):
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in
any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.
________________________________
Date
February 14, 2000
_______________________________
Signature
Gary P Drainville
Executive Vice President
________________________________
Name/Title
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the
statement is signed on behalf of a person by his authorized
representative other than an executive officer or general partner
of the filing person, evidence of the representative's authority
to sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose which
is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the
statement shall be typed or printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See 240.13d-7
for other parties for whom copies are to be sent.
Attention:
Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001)
http://www.sec.gov/smbus/forms/13g.htm
Last update: 09/14/1999
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